


The Man Out of Time

by mountain_born



Series: The Marvelous Tale of an Agent, an Archer, and an Assassin [29]
Category: Doctor Who (2005), Marvel (Movies), Marvel Cinematic Universe, The Avengers (Marvel Movies)
Genre: Alternate Universe, Crossover, Doctor Who/Avengers Crossover Fusion, F/M, Gen
Language: English
Status: Completed
Published: 2015-07-16
Updated: 2015-07-16
Packaged: 2018-04-09 17:20:03
Rating: Teen And Up Audiences
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 9,599
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/4357754
Author URL: https://archiveofourown.org/users/mountain_born/pseuds/mountain_born
Summary: <blockquote class="userstuff">
              <p>Steven Rogers.  Born on July 4, 1920 in Brooklyn, New York.  Tapped by the S.S.R. to be the world’s first super soldier on May 8, 1943.  Missing and presumed killed in action on December 14, 1944.</p><p>Recovered alive on July 4, 2011.</p>
            </blockquote>





	The Man Out of Time

**Author's Note:**

> A thousand and one thank-yous to my wonderful beta, **like-a-raven** who, in addition to being a great writing collaborator, is a font of information on World War Two. Most (if not all) of the details of and research on Meg Downing's backstory owe their existence to her.
> 
> I have to say, this started out as a short, straight-forward story. Just a little something to establish that Captain America is now on the board in the _Marvelous Tale_ ‘verse. But as it so often happens with my stories, this one got the bit in its teeth and took off at a gallop. All I could do was cling for dear life.
> 
> So, this has very much wound up being Steve’s story. It’s also very much the story of one of my OCs, Meg Downing. Here we get a lot of her background and find out what set her on the path of a lifetime of espionage. 
> 
> Enjoy!

_July 2011_  
_SHIELD Headquarters, New York_

Nick Fury believed that things happened for a reason.

Not in the bullshit, touchy-feely “angels are following us around and kicking us into position” sort of way. Things happened for a reason due to simple cause and effect. Actions (and inactions) begat consequences. Nothing ever just happened in a vacuum. The catalyst could be something small and simple, but there always was one.

This time it had been a fortuitous shift in a field of ice and an observant crewman on an oil tanker. Just like that, one of SHIELD’s longest-running mysteries had been solved, happenstance doing what dozens of organized searches hadn’t. Even Howard Stark had admitted defeat on this one, and Fury had it on good authority that the failure had haunted the man for a long time.

It was too bad he couldn’t be here to see this.

Fury was standing at the observation window of SHIELD Headquarters’ most secure and restricted medial area watching doctors and nurses working on a man who had no business being alive. Steven Rogers. Born on July 4, 1920 in Brooklyn, New York. Tapped by the S.S.R. to be the world’s first super soldier on May 8, 1943. Missing and presumed killed in action on December 14, 1944.

Recovered alive on July 4, 2011.

Captain Rogers had been in SHIELD Medical for five days now, and the doctors still couldn’t explain how he was alive. The man had been frozen in ice for almost seventy years. He didn’t look a day older than he did in photographs and newsreels from the 1940s. When the SHIELD recovery team had managed to cut their way into the wrecked plane and found its occupant, they’d initially thought that they’d discovered an exceptionally well-preserved corpse.

Then the corpse had started exhibiting vital signs. 

Rogers had been brought straight to SHIELD HQ at Fury’s directive and was now at the epicenter of a hospital wing’s worth of monitors and medical equipment. Not only were Rogers’ vitals getting stronger, but he was showing clear signs of brain activity. He was still unconscious, but he wasn’t displaying the normal earmarks of a coma patient. 

Whether it was the serum in his system or some sort of stasis caused by the freezing temperatures or some combination of the two, it was like nothing SHIELD Medical had ever seen.

Fury heard footsteps coming up behind him. “Yes, Coulson?” he said, not bothering to turn around.

“Hi, Boss.” Coulson stepped up beside him. His reflection in the glass of the observation window looked a little bit sheepish. “Just checking in.”

“Mmm.” Fury could have pointed out that Coulson had checked in just a little over an hour ago, but hell. How often did a man get to see his childhood hero in the flesh, even if it was under circumstances like this?

The Captain America Fan Club had had its heyday in the 1940s and 50s. It had stopped being cool decades ago, but it was still alive and kicking, and Phillip Coulson was a card-carrying member. It was something that his dad had gotten him into as a kid. Fury had gathered, from a few things Coulson had mentioned, that he’d really thrown himself into it as a teenager after Coulson Sr. had died. 

Fury didn’t really get the compulsion to collect vintage trading cards and other memorabilia, but he couldn’t fault the underlying dedication. The world might be a better place if more people picked heroes like Steve Rogers.

“No change yet?” Coulson asked.

“Not yet,” Fury said. “He’s stable, but still not showing any signs of coming out of it.”

Fury didn’t envy the doctors. Medically speaking, they were in the weeds here. They were hesitant to force the issue and try to wake Rogers up chemically. The working theory was that, now that he’d been pulled out of the deep freeze, he’d wake up naturally on his own. They just had no way of knowing when.

“He’ll come out of it,” Coulson said confidently.

“You sound awfully sure about that.”

“He’s still alive.” Coulson turned to look at Fury. “He can’t possibly be. There’s no way he _should_ be, but he is. I can’t think that he stayed alive down there all this time to die now, or spend the rest of his life as a vegetable.”

“The Universe has done crueler things,” Fury pointed out, though privately he agreed with Coulson. “But as you say, he’s still alive. And the doctors say that his vitals are on a slow but steady upswing. All we can really do now is wait and see what happens.”

Fury’s mind automatically went to the data cube that was locked up in a hidden compartment in his desk—data files on candidates for what he’d named the _Avengers Initiative._ He reminded himself again not to count his chickens before they hatched. There was absolutely no guarantee at this point that Rogers was going to recover at all, let alone be the hero he’d once been.

But if he did? If he did, Rogers could be the thing that pushed the whole Initiative forward.

For now, it was just a waiting game.

*****

_August 2011_  
 _SHIELD Headquarters, New York_

“The Psych Department really thinks this is a good idea?” River asked.

She was standing at an observation window looking in at a specially designed holding cell/treatment room. It had been built inside a simulation pod and the interior had been made over to look vaguely like a mid-twentieth century hospital room. 

“Apparently,” Clint said. “They don’t want the first thing he does when he wakes up to be have a heart attack, I guess.”

Rogers lay on the white metal bed in the center of the room, looking like he’d just stretched out for a nap. Medical had graduated from talking in terms of _if-and-when_ to just _when_ on the subject of Rogers coming out of his seventy-year hibernation. He was still unconscious and unresponsive, but regular scans of his body and his brain showed “encouraging signs of constant improvement” whatever that meant. 

River had no idea how that could be the case. Rogers wasn’t so much as hooked up to a feeding tube or a saline drip to keep him nourished and hydrated. Medical had decided to take an _if it ain’t broke, don’t fix it_ approach to Rogers, afraid of unbalancing whatever natural internal mechanisms had kept him alive all this time. 

“His body is now working harder than it’s done in decades, expending more energy, even if he is unconscious,” Dr. Levine had said. “Who knows? Maybe he’ll just wake up once he gets good and hungry.”

River could think of worse approaches.

“What do you think?” Clint asked. “Seventy years on ice. Do you think there’s a hope in hell he’ll come out of this without brain damage?”

“Anything is possible. The fact that he’s alive is nothing short of a miracle. His body is intact, there’s no reason to think his mind won’t be too.” River sighed. “Poor bastard.”

Clint looked at her quizzically. “Why _poor bastard?_ That would be a good thing, right?”

“I suppose, but think about what he’s going to wake up to,” River said. “The world as he knew it is completely gone. Everyone he knew is going to be either dead or unrecognizably old. He might as well wake up all alone on another planet.” River looked up at Clint, her mouth tilted in a wry smile. “This was hard enough for me, and I took the slow road. For Rogers, it’s just going to be like he’s lost the last seven decades.”

It was weird for River to think that thanks to certain mitigating factors (like accidental cryopreservation on Rogers’ part and Time Lord regenerative properties on hers), she and Rogers could probably share an age bracket. She had turned seventy-nine in June. He was ninety-one. She could remember watching newsreels about Captain America and the Howling Commandos as a girl in Scotland back during the war. He could have been any one of the American G.I.’s that she and other kids in Oban had tagged around after when they’d come into the village.

That had been four regenerations ago. Regeneration had had its upsides and its downsides, including a long life-span that put her out of step with her entire species. River had come to appreciate the silver linings, though, and she was glad of the fact that she had been able to take the slow road through Time instead of jumping the way Rogers was set to.

“I hadn’t thought of it quite like that,” Clint said. He looked much more somber than he had a moment ago. If anyone understood the complicated twists and turns of her life, it was Clint. Not because he had first-hand experience, but because he was a good listener. 

And because, well, he was Clint.

“Yeah, you’re right.” Clint turned to look back in at Rogers laying in the middle of the fake hospital room with a fake view of New York outside of the fake window through which a fake breeze blew. “Poor bastard. He’s in for a shock when he wakes up.”

“Once he sees past the illusion, yes.” River shook her head. “I’m not sure how much good lying to him right off the bat is going to do, but then I’m not a psychologist.”

“I guess we’ll find out. Eventually.”

*****

_September 2011_  
 _SHIELD Headquarters, New York_

Clint and River were halfway between the Administrative Center and the range when alarms started blaring and the base’s public address system cracked to life.

“All units, Code 13. Repeat, Code 13, West Quadrant. This is not a drill. All units, Code 13. . .”

 _Code 13_ was SHIELD-speak for _Internal security breached. Capture and contain. Do not kill._ In layman’s terms, it meant there had been a prison break. It was a common emergency drill on all SHIELD bases, but Clint had never been through a live one before.

“Shit,” he said. “Do you get the feeling that Sleeping Beauty just woke up?”

It was a rhetorical question. There were no other high value individuals being detained on base at the moment. If there were, Hawkeye and Talon would know about it.

“I guess he decided to forego the heart attack,” River replied. “Let’s go.”

They knew their assignments. (SHIELD training drills were, after all, rigorous and thorough.) Clint and River set off for the Western Quadrant at a run. Once they were near the action, Clint was to find a high vantage point to try to get a fix on the subject. River would join one of the Security teams to help sweep the area on the ground.

They had only sprinted a few hundred yards before a jeep squealed to a stop alongside them.

“Get in,” Hill said. She waited just long enough for Clint and River to scramble into the vehicle before rocketing off again. 

“What’s the situation?” River asked.

“Rogers just woke up and broke out of his holding cell,” Hill said. “He got out of the building before they could lock it down.”

“Define _broke out,”_ Clint said, grabbing the jeep’s frame as Hill took a sharp right turn.

 _“Broke out_ as in he went right through the wall of the simulation chamber like it was made out of cardboard.”

So, seventy years of snoozing apparently hadn’t damped the super strength.

“Hostile?” River asked, opening the glove compartment and retrieving two comm units. She passed one back to Clint.

“Freaked out,” Hill said. “He’s in _fight or flight_ mode, emphasis on the _flight.”_

Which unfortunately could translate to unpredictable and dangerous, Clint thought as the jeep sped past the gatehouse that marked the edge of the base’s Western Quadrant. Especially given that this was Captain America they were talking about. It was going to be like trying to stop a panicked freight train.

“Swing me under the north corner of Training Center F,” Clint said.

Hill obliged, pulling in close to the side of the building and slowing the jeep so that Clint could stand up in the back and catch the bottom rung of the fire escape. The jeep sped off again as Clint hoisted himself up and he double-timed it up the metal stairs to the roof.

Once he was up there, it didn’t take more than a second or two to spot the cause of today’s excitement. A tall figure in white and khaki was racing through the sprawling compound on a rough course toward the hangers and airfield. From his vantage point Clint could see agents and security personnel, on foot and in vehicles, swarming among the buildings, sweeping for the escaped hostile.

“Hill, he’s headed toward Hanger 2,” Clint said. “If you cut up the alley behind the mechanic’s bay and hang a left, you should be able to cut him off.”

“Acknowledged.”

*****

Rogers seemed to know when he was, if not beaten, then seriously outnumbered. _Thank God,_ River thought. Not that she was one to back down from a fight, but going hand-to-hand against a man with super strength and riding an adrenaline spike was not a battle that she would pick if she had the choice.

Clint’s direction had been spot on, as always. Hill had navigated the jeep up the alley and come out right in Rogers’ path, hitting the brakes and swinging the vehicle around so that they were facing him head-on. Rogers might still have decided to go around them (or over them, or _through_ them) but they were quickly joined by half a dozen other SHIELD jeeps and cars. 

Captain America was surrounded. 

“At ease, soldier!”

Fury’s voice carried easily across the ring of assembled agents.

“I’ll be damned,” Hill said as Rogers visibly stood down.

“It’s a pity Psych didn’t try that first. It might have saved a lot of dramatics,” River said.

Whether it was because Rogers had spent his burst of energy, or if he was just automatically responding to a clear figure of authority, he allowed Fury to approach him without any sign of hostility or resistance. Fury still stopped a respectful distance away, not crowding Rogers. 

“Look, I’m sorry about that little show back there,” Fury said. “We thought it best to break it to you slowly.”

“Break what?” Rogers asked. His voice sounded a little rough to River’s ears, likely either due to long disuse or his sprint through the compound.

Fury was not a man to beat around the bush unless there was a tactical advantage to it. He must have determined that being straight with Rogers now was the better strategy.

“You’ve been asleep, Cap. For almost seventy years.”

Rogers stared at him blankly then looked around like he was really seeing his surroundings for the first time. River heard Hill murmur, “Risky, Fury,” but Rogers didn’t seem to be building up to another panicked outburst. In fact, he had gone very, very still.

“You gonna be okay?” Fury asked him.

“Yeah.” Rogers’ face rather contradicted his answer. “Yeah, I just. . .I had a date.”

River heard footsteps crunching up beside the jeep and turned to see Clint, who must have abandoned his vantage point once the Rogers had been cornered. 

“Looks like you were right about the _poor bastard_ part,” he said quietly.

“All right, people.” Fury had raised his voice to address the assembled agents. “Show’s over. You’re dismissed.”

The directive didn’t apply to Hill, River, and Clint, apparently. Fury lightly laid a hand on Rogers’ shoulder and steered him over to their jeep. He nodded curtly at Clint, who climbed into the back seat so that he and Fury had Rogers flanked on either side.

“Hill,” Fury said, “take us to the Admin Annex.”

*****

He wasn’t a prisoner. The man in charge, Director Fury, had made that very clear to Steve. He wasn’t a prisoner and he was among friends here.

Here. The future. _You’ve been asleep, Cap. For almost seventy years._

It was crazy. Impossible. He could remember taking control of the Hydra plane. He could remember talking to Peggy over the radio, saying good-bye. He could remember aiming the plane at an endless sheet of ice, far away from anyone who could be harmed by the weapons it carried. He could remember it like it was yesterday, not seventy years ago.

Steve wanted to call Fury a liar. He wanted to tell the man that he knew this wasn’t the future. This was some sort of elaborate Hydra prison designed to mess with his head, to break him.

_Like that’s any less crazy? Get a hold of yourself, soldier._

Down in his gut—which was a source that Rogers trusted—he knew that he wasn’t being lied to. No prison was this elaborate, this extensive. He’d run for over a mile through this place. He’d encountered dozens of people. He’d seen enough to be confident that this place wasn’t Hydra. The flags were American, the signs were in English, and Fury’s agent, who had sat beside Steve in the backseat of the jeep during the silent drive to the Admin Annex, had been wearing a t-shirt with a logo for the New York Mets.

Whatever a _Met_ was.

And that was just it. Things were off. The designs of the cars, the uniforms, the weapons, even the buildings weren’t normal. They were. . .oh, just say it, they were futuristic. Steve had seen as many women as men in combat gear. And a black man running the whole show? Steve had had to yank enough strings to get Gabe Jones into the Howling Commandoes. No one in any country in 1944 was going to try to trick him by presenting Nick Fury as the Director.

This was home, and yet it wasn’t. It was familiar and at the same time all wrong.

He wasn’t in Kansas anymore, that was for sure.

“You’re allowed to sit down, Captain.”

Steve glanced over at Fury and thought he saw extremely faint amusement in the man’s face. He looked around again at the room to which he’d been escorted. It was indeed a _room,_ not a cell. Actually, it was more of a one-room apartment. It wasn’t a whole lot smaller than the one he’d grown up in. 

Thus far, Director Fury had been dealing with him in a direct and no-nonsense fashion which the soldier in Rogers found himself falling into line with almost automatically. He was still a good long way from feeling at ease though. There was a pair of comfortable-looking armchairs in the living area, but Steve found himself bypassing those to take a seat at the small kitchen table instead.

Fury sat down across from him. “Do you need anything?” he asked. “Food? It’s been a while since you last ate.”

Steve shook his head. There were too many questions flooding through his head right now for anything like hunger to register.

“You say that this base belongs to SHIELD?” he asked. “What is SHIELD?”

“SHIELD grew out of the S.S.R. in the years after the war,” Fury replied. “Which, by the way, we won. You missed that by a handful of months.”

“Right.” Steve filed that away as an anchor of sorts. They’d won.

“There’s going to be a lot to catch you up on,” Fury said. “And I’m going to call in someone who I think will be better equipped at doing it than I will. It’ll take a few hours for her to get here, though.”

Steve felt his heart thud slightly at the feminine pronoun. _Peggy._

“In the meantime,” Fury went on, “I’d like you to remain in these quarters. It’s best if you don’t go wandering any more for the time being. There are agents stationed outside the door. They’re there to help you. If you need anything, just ask them. Is that understood?”

“Yes, sir,” Steve replied.

SHIELD must know now that they wouldn’t be able to keep him in this room by force, but even if he did break out, where was he going to go? Besides, if Fury had a way to get Peggy here. . .

How did you apologize to a woman for standing her up for seventy years?

*****

_Birch Grove Retirement Residence_  
 _Toronto, Ontario_

“Morning, Patricia!” 

Antoine Triplett, Agent of SHIELD, smiled and waved at the secretary manning the welcome desk this morning. He passed by into the first floor main common room. Birch Grove’s early birds were already out in force.

“Looking good today, Mr. Grier,” Trip said, pausing his stride to squeeze the hand of a shrunken old man in a wheelchair. “Mr. Silver, go easy on that coffee. Is that decaf? Ladies,” he said to Mrs. Prescott and Mrs. Fleming, who were making their slow way into the common area. “Now, you two behave today. Don’t think I don’t know the trouble you’re planning to get up to.”

Trip grinned as he heard the two white-haired ladies tittering behind him as he turned up the hallway toward the elevators. He stepped aboard one and pushed the button for the twelfth floor.

At any given time there was an average of six SHIELD agents on duty at Birch Grove. They posed as nurses, housekeepers, activity leaders, administrative staff, or (as in Trip’s case) orderlies. A lot of agents considered this a crap assignment, a year-long rotation in an old-folks home with lackluster cover jobs and no action to speak of. The smart ones were pretty careful to keep their grousing quiet, though. Birch Grove could also make or break an agent’s career. Director Meg Downing had been retired from SHIELD for years, but she still rated her own protection detail and her opinions of the agents assigned to her carried a lot of weight in the organization.

For his part, Trip didn’t mind the Birch Grove assignment. He had been on it for seven months now. No, it wasn’t exactly exciting, but he liked the people here. And he liked Downing. She was what his grandfather used to call a _grande dame._ Downing had actually known his grandfather, and she’d told Trip some interesting stories about the man from back in the day.

She had good stories about all of the original Howling Commandoes.

The top floor of Birch Grove was set up as apartments for the community’s more independent residents (and Downing was nothing if not independent, even at her age). Trip knocked on the door of No. 1212 and waited to be summoned inside.

He knew something was up the moment he stepped into Downing’s living room. 

Downing was sitting in her favorite armchair, a book open in her lap, studiously casual. She was wearing a suit. Now, Trip had never ever seen Downing any less than impeccably put together, clothing neat, hair rolled up in a bun, jewelry in place. But a suit usually meant one of two things: synagogue service or SHIELD business.

The overnight bag on the ottoman tipped the scales in favor of SHIELD business.

“You wanted to see me, ma’am?”

“Hello, Antoine.” Downing precisely marked her place in her book and set it aside. “Please, sit down.” She waited until Trip had taken a seat on the sofa before going on. “Agent Triplett, I want you to know that I’ve been very impressed by your performance on this assignment.”

“Thank you, ma’am,” Trip replied, wondering where this was leading. He didn’t really think Downing had summoned him here just for an impromptu performance review.

Some of that wariness must have carried through in his voice because Downing smiled with faint amusement. 

“There are many agents who consider this posting well beneath them,” she said. “I know that _babysitting the old lady_ is not exactly the thrilling life of espionage that most of them signed on for.”

“The last time I checked, Director, the purpose of SHIELD isn’t to provide thrills for its agents. It’s to protect people, no matter where that job takes us.”

Not that Trip had anything against thrills. You had to be at least something of an adrenaline junkie to work as a field agent. But that was a job perk, not the reason he’d joined up.

Downing’s smile changed from amusement to something more in the realm of approval. She nodded slightly.

“You’re a good agent, Antoine. I enjoy having you on my detail very much. Which is why it pains me to ask you to cut your assignment here at Birch Grove short.”

“Ma’am?” 

“A. . . _unique_ situation has arisen and I feel that you would be very well suited to dealing with it,” Downing said. She paused for a moment, looking as if she was collecting her thoughts. “Well, there’s really no sane way to explain this, so I’ll simply be direct. Captain Steven Rogers was recovered from an ice field in Greenland two months ago. He was alive and it appears that he has been in a state of suspended physical animation for the past sixty-seven years. He was transported to SHIELD headquarters in the hopes that he might regain consciousness, which he apparently did with a vengeance this morning. As I’m sure you can imagine, he’s quite confused and not a little bit anxious over the situation he now finds himself in.”

Oddly, Trip could hear his mother’s voice in his head. _You’re going to swallow a lot of flies with your mouth hanging open like that, Antoine._

He felt like he should have something to say. Maybe something profound. At the very least something coherent. He was the grandson of a Howling Commando, one of Captain Rogers’ closest comrades-in-arms. He’d grown up going to the annual reunions when the Commandos would get together with their ever-growing packs of children and grandchildren in tow. At every single one there would be a moment of silence and glasses would be raised to the memory of Bucky and the Captain.

So, yeah, he should have been able to come up with something to say (especially in front of Downing) that was better than what _actually_ came out of his mouth, which was, “Holy shit.”

“That does rather sum the situation up,” Downing said, her smile turning very wry. “A jet will be arriving within the hour to take me to SHIELD HQ. Director Fury and I agree that it’s best if the Captain’s debriefing is given by someone who knew him from before. I fear, after all this time, I’m the only viable candidate left.”

“Ma’am, I’m sorry if I seem dense, but how does this work around to my assignment here being cut short?”

If there was a connection there, his brain was a little too spun to pick up on it.

“I want you to come with me,” Downing said. “Captain Rogers has arrived at a world that is very different from the one he remembers. I’m afraid he’s going to be in for a difficult period of adjustment. He’s going to need a liaison of sorts, someone to help him learn how to live here. Someone to help him catch up on things that he’s missed. Someone, dare I say it, to be a friend to him. I’m recommending you for that position.”

“Me?”

“Don’t look so surprised,” Downing said. “You’re the obvious choice. You have a family connection to the Howling Commandoes which, if I’m not mistaken, will leave you a bit less in awe of Rogers than the average agent. That can only be beneficial. You also have the advantage of being very good with people.” Downing folded her hands on her knee. “I realize that I’m asking you to take another ‘babysitting’ assignment, and one of uncertain duration. But I do feel that it’s a vital one. Will you accept?”

Trip didn’t even have to stop to think. “Yes, ma’am. Of course.”

He wasn’t accepting because Downing had asked him, and requests from Downing generally carried the same weight as orders. He wasn’t accepting because the mission was considered vital. He wasn’t accepting because acting as Captain America’s liaison to the modern world was a pretty damn prestigious babysitting assignment.

He was accepting because he was the grandson of a Howling Commando, and the Howling Commandoes had been a family of their own in a way. Trip’s grandfather had passed away seven years ago, and up until the day he’d died, he’d talked about those days and the men he’d served with. If he was still alive, Trip would bet the old man would be halfway to SHIELD Headquarters by now, hell bent on being there for the Captain in his hour of need.

Grandpa was gone. Trip would go in his place.

“Excellent.” Downing rose to her feet with greater speed than she looked capable of, reaching for the cane that rested against the side of her chair. “You have time to run down to the locker room and change. SHIELD will send people to close up your apartment and pack up the rest of your things. We leave in forty minutes.”

*****

He had been left alone for hours. Steve was grateful for that. Of all the things he didn’t want right now, an audience was high on the list. He knew that there were agents outside the door, and he wouldn’t be shocked to learn that he was being watched somehow. But this way he could at least pretend that he had some privacy while he tried to make this day make sense.

The process involved short bursts of rapid pacing and long stretches of sitting in an armchair, staring into space. Steve was in the middle of the latter when the door of his quarters opened and an elderly woman, leaning lightly on a cane, stepped in.

Steve automatically rose to his feet, but as he sized up his visitor his heart sank. This wasn’t Peggy. Even taking the passage of almost seventy years into account, he could tell that she wasn’t Peggy.

This woman was tiny. (Not like Peggy. Peggy had been tall.) She was very slight as well, but her back was perfectly straight and her shoulders square. Her snow white hair that was pinned up at the nape of her neck. She was studying him with a pair of extremely sharp blue eyes. 

Something about the eyes struck Steve as familiar, though not enough to help him come up with a name.

They stood studying each other in silence for almost a full minute before the strange woman spoke.

“Captain Rogers.” 

“Ma’am,” he replied curtly.

She smiled faintly. “You don’t recognize me, do you?” 

“No, ma’am.” This guessing game was already wearing thin. “Should I?”

The woman shook her head and took a seat in the other armchair.

“I can set aside my vanity enough to say that I would have been surprised if you did,” she said, resting her cane against the chair’s arm. “We did know each other, though not especially well. I’m Meg Downing. Howard Stark’s--”

“Howard’s assistant,” Steve broke in. He was right. Those eyes _were_ familiar. “Yes. I know you.”

*****

_1943_  
 _The Cabinet War Rooms_  
 _London, England_

There were a lot of interesting stories floating around about Howard Stark’s assistant, Miss Meg Downing.

Steve had heard at least ten of them in the six weeks since he’d received his official posting to London, and it wasn’t like he had a whole lot of time to sit around listening to gossip. There were Howling Commandoes to recruit, a base of operations to set up, strategies to plan. His life had gotten very busy since he’d gone AWOL from show business to liberate that prison camp. 

The stories about Miss Downing ranged from the unimaginative and salacious rumors that she was rather _more_ than Howard’s assistant to some fantastic tale that she’d been a spy in France before making a mysterious and daring escape to England. There were several layers of more-or-less probable stories in between.

Steve could see where the former rumors came from. Howard _did_ have a certain reputation when it came to women, and Meg Downing was excessively pretty—petite, blonde, big blue eyes. Beyond that, though, Steve wasn’t sure he thought those rumors were true. Granted, he didn’t know either one of them that well, but while he got the impression that Howard and Meg were close he didn’t see anything to suggest that they were lovers.

At least not until one afternoon when Steve found the pair of them in an out-of-the-way dark corner of Howard’s work area, locked in an embrace.

Steve was just about to quickly and quietly retreat and pretend he hadn’t seen anything when he heard the distinct sound of a muffled sob. Against all the rules of decent manners he paused, half-hidden behind a set of metal storage shelves, watching. 

Howard had his arms wrapped tight around Meg, rubbing her back with one hand. Meg’s face was buried in the front of his shirt. After a few moments, though, she pulled back a bit, scrubbing her hands across red eyes and wet cheeks.

“I mean it, Meg,” Howard said. “Go ahead and go. You don’t need to be here.”

Meg just shook her head wearily. “I’d rather finish out the day, if it’s all the same to you,” she said. Her breath hitched like she was forcing down another sob by sheer force of will. “I’d rather. . .”

“Okay, okay, if you’d rather,” Howard said. His hands were resting on her shoulders. “But if you decide you’d rather not, just go. Don’t worry about clearing it with anyone. I’ll come find you later, all right?”

Meg nodded and Howard pulled her in for one last hard hug before letting her go. Meg disappeared, walking briskly away from Howard and from Steve’s hiding place. Howard remained in the corner, head bowed, one hand across his eyes.

Steve was really regretting not quietly exiting when he should have. Whatever this was, it was private. He was about to beat a strategic retreat when something—some noise or motion—must have given him away, and Howard’s head jerked up.

“Son of a--” The look Howard gave Steve could have given a volley of bullets a run for their money. “A guy your size should not be so damn sneaky.”

“Sorry.” Steve stepped out from behind the shelving. He shouldn’t have been listening in, but it was too late to undo that now. He looked off down the corridor where Meg had disappeared. “Is she all right?”

“No. Did she look all right to you?” Howard’s terseness seemed to take the wind out of his own sails and he suddenly just looked tired. “We just got word that her brother is dead.”

Steve nodded silently. That kind of grief had become all too common over the past few years. “What unit was he with?”

“He was in the Canadian Navy. Lt. James Downing, HMCS _Blythe._ He died of _pneumonia_ of all damn things.” Howard said the word like it was the bitterest thing he’d ever tasted. “Two weeks ago.”

“I’m sorry,” Steve said.

“Yeah, me too. Jamie was my best friend.” Steve raised his eyebrows in slight surprise, but Howard didn’t seem to notice. “And Meg? That girl’s been through enough for one war without _this.”_

The anger was back. Howard abruptly turned on his heel and started to march back toward his main work area. After a few steps he stopped, glaring over his shoulder at Steve. “Well, are you coming or what?”

Steve quickly moved after him. He had no idea where exactly Howard wanted him to go, but he’d go along.

Where they were going turned out to be Howard’s makeshift office. Howard sank heavily into his chair, causing it to creak dangerously. 

“I met Jamie at MIT,” he said, fishing a bottle of bourbon and two glasses out of the bottom drawer of his desk. Howard poured a few fingers worth into each glass and passed one across the desk to Steve. “That was before. . .well, before I was _Howard Stark._ I was one of the school charity cases, there on the basis of my brains.”

Steve accepted the glass, pulling over the straight-backed chair that rested against the wall. Apparently they were drinking and talking. Steve could work with that.

“Was Jamie there on scholarship, too?” he asked.

“Jamie? Nah. The Downings are about as far from a charity case as you can get. Pillars of Toronto society, in fact. Jamie was _that_ guy, you know?” Howard chuckled a little, shaking his head. “Rich, handsome, smart, talented, popular. He also just happened to be one of the most genuinely _good_ people you’d ever run across. And he wasn’t bucking for sainthood. He wasn’t good for show the way some people are, so that other people will look and say _what a swell guy._ He was good because that’s who he was.” Howard looked across the desk at Steve with a slight smile. “You remind me of him a lot, in fact.”

“I take that as a high compliment,” Steve said. 

Howard nodded, sipping his drink.

“Anyway,” he said, “Jamie and I hit it off, and he didn’t give a damn that I was poor. After graduation he wasn’t keen on the idea of going home to Toronto. Old Mr. and Mrs. Downing, from what I’ve gathered, aren’t a whole lot of fun to live with. The family owns a place off of Fifth Avenue, so he decided to set himself up there, and he invited me to stay. I had a lot of big ideas and, at that time, not a lot of means to do anything with them. I knew that if I could go into the World’s Fair with some of my inventions I’d start landing contracts left and right. I just had to get there.

“Jamie was the one who made it possible,” Howard went on, propping his feet up on the desk. “He gave me a place to live and he put up the money so that I could get to work. The guy actually owns ten percent of my company. Owned.” Howard frowned down at his glass. “I guess it’s Meg’s now.”

Steve listened quietly. Like most Americans, he was well acquainted with the rags-to-riches story of Howard Stark, the poor kid from the Lower East Side who had pulled himself up by his bootstraps and made good. For a country that was just pulling itself out of the Depression, Stark was a modern-day folk hero to many. This, though, wasn’t part of the official legend; the fact that Stark had had some generous help along the way.

“Meg and her brother were close?” Steve asked.

“Yeah,” Howard said, nodding. “And the three of us got to be really close. Meg turned up on our doorstep one day. She said she’d come to visit for a week or two, but she showed up with two trunks and three hatboxes. If you ask me she never had any intention of going back to mom and dad unless she was absolutely forced to. She wound up staying a year.” Howard chuckled. “We had great times together. We went out on the town, explored the city, had fun. They helped me work on my inventions, or tried to. I had a workshop set up in the living room of the apartment. Managed to set the drapes on fire twice. None of us could cook worth a damn so we turned the kitchen into a laboratory. 

“The World Fair rolled around and I went in with a dozen inventions and designs. By the next day. . .well, the rest, as they say, is history.” Howard reached for the bottle of bourbon and poured himself another drink. “By then, things were heating up over here. Jamie decided to go back to Canada and join up. I had more government contracts on offer than I could accept, and they wanted me working yesterday. Meg went back to her parents in Toronto. Wouldn’t have been proper for her to keep hanging out in New York with me, even though she might as well have been my kid sister too, by that point.”

Howard drained his glass in one swallow. “And then she went to France.”

“Yeah, I heard something about that,” Steve said. He didn’t miss the sharp look Howard gave him. “How did she wind up there, anyway?”

France in 1940 wasn’t anyone’s idea of a tourist destination.

“Through her parents’ stupidity.” Howard swung his feet down off of the desk. “Meg’s Jewish, you know, on her mom’s side. There was a great aunt or something living in Paris. She’d gotten out of Austria earlier, but only went as far as France. I don’t know if she was scared or stupid or just old and confused, but Aunty either couldn’t or wouldn’t get herself on a boat. So the Downings sent Meg over to get her and bring her to Canada. Because sending your twenty-two-year-old daughter through the U-boat infested North Atlantic and into a potential warzone is always a good plan.”

“I’m sure they never imagined she’d get stuck,” Steve said.

Howard just snorted and held up the bottle of bourbon with a questioning tilt of his head. Steve passed his glass back for a refill.

“Maybe. I mean, _no one_ thought that France would fall as fast as it did. That still doesn’t excuse it. If Jamie had known about it—hell, if _I’d_ known about it. . .” Howard shook his head. “Anyway, about the same time Meg got to Paris, the great-aunt had some sort of heart episode and died. It’s a shame the old bat couldn’t have done it a few months earlier. So, there Meg was, alone, borders closing, German army moving in. She joined the refugees fleeing the city, but she couldn’t make it out of the country. The Downings had at least had enough sense to send her with plenty of cash for bribes, so she was able to get her hands on some forged documents and set herself up in Brittany as a young French widow.” 

“Her French is that good?”

“Yep. Her German isn’t half bad either. Turns out that a finishing school education is good for something after all,” Howard said. 

“Col. Philips mentioned that. . .” Steve tried to think of phrasing that wouldn’t potentially strike what seemed to be a surprisingly big-brotherly nerve in Howard. Who knew that the man even _had_ such a side? “He said that there was a situation with a Nazi officer?”

“Really? Col. Philips was that delicate?” Howard asked dryly. “Yeah, she caught the eye of some German captain and he kept her as his mistress for almost two years.” Howard fixed Steve with an intense _I dare you to pass judgement_ stare. “She did what she needed to do to survive. She’s far from the only woman in France to be put in that position.”

Steve already had his hands up in a conciliatory gesture. “I know she didn’t have a choice, Howard.”

It was distasteful to think about, but it happened. And Meg Downing would have had more at stake than most. If her Nazi officer had found out that his mistress was in fact a Canadian fraudulently passing herself off as French, she probably would have been thrown in front of a firing squad as a spy.

If he’d ever found out that she was Jewish, a firing squad would have been a mercy.

Howard’s defensive hackles lowered slightly. 

“Well, Meg found a way to turn it to an advantage. She never let on that she speaks German. She wound up falling in with some members of the local French Resistance, and worked behind the bastard’s back, reporting on everything he and his friends spilled in front of her.”

“Dangerous game,” Steve said.

Steve understood the value of spy craft, even if he was a little inclined to look askance at it. It definitely wasn’t his bailiwick. He was way more comfortable out in the open on the front lines than he’d ever be working in the shadows.

“Yeah, well, funny thing about life. It’s not much interested in asking us which games we want to play,” Howard replied.

Steve nodded. Their entire generation could attest to that.

“So, how did she get out of France?” he asked.

Howard contemplated his glass for a long minute.

“About a year ago,” he said, “a weird report came through this office about a young woman who had just. . . _appeared,_ unconscious in a bed in an Army hospital down in Sussex. No one knew how she got there, just that they were sure that she hadn’t gotten there under her own steam. But no one ever saw anyone bring her in. There was just a note pinned to her sweater.”

“What kind of a note?” 

“One that said, and I quote, _This woman took arsenic, but she’s been treated. She’ll be fine, just very tired for the next couple of weeks._ Which should be impossible, and yet. We got follow-up reports just because the situation was so strange. She was unresponsive for a few days and when she finally did wake up it took a few more for them to convince her that she was safe and to get her to tell them her name.”

“Let me guess. Meg Downing.”

“If it weren’t my telling you this story would be fairly pointless. Yeah, it was Meg. As soon as I saw that report, I commandeered a car and went straight down there to see for myself.” Howard spun his empty glass on the top of his desk. “Now, you have to understand, none of us had heard from Meg in two years. Her parents had given her up for dead. Jamie and I had held out a bit more hope even though we knew the odds weren’t exactly great. But there she was. Alive. Not exactly unscathed in any sense of the word, but alive.”

“Yeah, but. . .” Steve didn’t want to diminish what had to have been an overwhelming moment for both Howard and Miss Downing, but he couldn’t refrain from asking. _“How?_ How did she survive? How did she get to England?”

“She doesn’t know,” Howard said. “The last thing she remembered was being in Brittany. One of Herr Captain’s buddies was starting to get suspicious of her, and the Captain himself was getting transferred to Berlin, which meant she was about to lose whatever protection he was providing. In the meantime, there was a collaborator in town that was causing a lot of trouble for the local Resistance, so one of them cooked up a plan. Meg had Herr Captain and a bunch of his high-ranking buddies over for a good-bye soiree. She was supposed to spike their wine with the arsenic then make it look like she’d been kidnapped. Her Resistance contact was gonna get her set up in a new town with a new identity, and the collaborator would take the fall for the murders. But something went wrong.”

“She accidentally got dosed?”

“No. She took the arsenic deliberately. Said that she had to or it would have blown the whole show.”

Steve’s shock must have showed on his face because Howard just smiled grimly. “Yeah. Believe me, she and I have had that discussion.

“Anyway,” Howard continued, “she drank the poison in France. She blacked out. The next thing she knew she was waking up in England. Same day. Somehow she got from Brittany to Sussex in under an hour without anyone witnessing how it happened.”

“That’s impossible.”

Surprisingly, Howard laughed. “Yeah, impossible like a ninety-pound, scrappy shrimp of a guy who could barely tote a rifle becoming America’s hero is impossible,” he said. “It _should_ have been impossible. I can’t explain how it happened and neither can she. Frankly, I didn’t care how it happened. She was alive and safe. That was all that mattered.”

“She doesn’t remember _anything?”_

“Just that she had a very good doctor. _A Scottish doctor with eyebrows_ , that’s about all she’s ever been able to dredge up. As opposed to the Scottish doctors without eyebrows, I guess.”

“Not one of the doctors in Sussex?”

“Nope. They had no idea who she might be talking about.” Howard shrugged. “Again, I didn’t care. I packed her up and brought her back to London. She went through a debriefing here; intelligence out of France confirmed the murders by poison of seven Nazi officers in Brittany. Phillips wasn’t completely copasetic, but I hired her on as my assistant. I didn’t want to let her out of my sight. Good Fortune must have really felt like she owed us because Jamie’s ship came into port in England not long after and I was able to get him out here.”

“So, Meg and her brother got to see each other again?”

“Yeah.” Howard smiled. “That was a good week.”

“I’m glad they got that.”

“Me too. And now. . .” Howard sighed, slumping down in his chair. “I should stop drinking. This is going to be a long night.”

Steve obligingly leaned over and screwed the cap back onto the bottle of bourbon and set it out of the way on the small bookcase. Howard watched him do it with slight amusement, but didn’t comment.

“I’m sorry about your friend, Howard,” Steve said.

Howard just nodded, visibly withdrawing into his own thoughts. Steve quietly left.

He thought about finding Meg and offering his condolences, but decided against it. From what he’d observed of Miss Downing, she was a private person and probably wouldn’t appreciate the intrusion, no matter how well meant. Steve wished that there was something he could do to help, but he knew there wasn’t. He wasn’t egotistical enough to think that Captain America could fix everything. 

Meg and Howard would see each other through this. Steve was just glad that neither of them had to deal with it alone.

*****

_September 2011_  
 _SHIELD Headquarters, New York_

Steve had never gotten to know Meg Downing well. He was a busy soldier and when he wasn’t working, a different woman had occupied a lot of his attention. They’d spent time together though, usually in Howard’s company, either at the base or out in the field. They hadn’t exactly been friends, but they had been friendly. Steve had liked Meg in as much as he knew her and he’d admired her resilience.

Now she was here. God, she must be in her nineties. Steve tried not to stare rudely, but couldn’t quite help himself.

“I know you,” he repeated. With those three words it finally hit home to Steve that this was all real. “You’re a part of this. . .place?”

“SHIELD,” Meg said with a nod. “I helped found it along with Howard and three of our friends after the war. Then I served as its first director.” She smiled a bit. “A far cry from keeping Howard’s notes organized, I know.”

“Is he here too?” Steve asked. 

Meg’s smile faded slightly. “No, I’m sorry,” she said. “Howard died twenty years ago. Car accident.” As Steve watched, the corners of her mouth turned upward again. “He has a son, though.”

It could probably be chalked up to an incredibly surreal day that this bit of information startled a laugh out of Steve.

“A son? _Howard?”_

The Howard Stark he remembered had used to visibly cringe at the idea of having children.

“Yes. His name’s Anthony,” Meg said. “He’s a chip off the old block. Every bit as brilliant as Howard, and he manages to get into twice as much trouble.”

“I didn’t realize that was physically possible.” 

Steve wondered if it would be possible to see Howard’s son. He wondered if that would make him feel better or worse. It was hard to fathom Howard being gone. It was hard to fathom any of them being gone.

“What about Peggy?” Steve asked before he could lose his nerve.

Meg didn’t look surprised by the question.

“She’s still alive,” she said. “She’s in a nursing home outside of London. Her health is still fairly good, but her mind comes and goes.”

“Did she. . .” Steve trailed off. He wasn’t even sure what he was trying to ask.

Meg seemed to know, though.

“She’s had a very good life,” Meg said simply. “A full one. Peggy worked for SHIELD, too. She was one of the first people we recruited. She ran the London office for many years. She married. She has children, grandchildren, great-grandchildren. She carried on and she was happy.”

“Good,” Steve said. “That’s good.”

Good if complicated. As far as Steve could remember, he’d just seen and talked to Peggy yesterday. He’d still anticipated getting that dance, and beyond that, who knows? Instead she had lived a whole life without him. Steve was glad of that. Mostly. The idea was going to take some getting used to.

“You’re going to have a lot of adjustments to make,” Meg said. Steve wondered if she’d always had the ability to read minds or if it was a skill she’d acquired. “And I won’t insult you by insinuating that you’re going to have an easy time of it. What I can tell you is that SHIELD will help you in every way possible. Whatever you need, you only have to ask.”

“I’m not sure I’d know where to start asking,” Steve said. 

“In that case, let me take the liberty of getting you started.” In spite of Meg’s tone and choice of words, Steve knew marching orders when he heard them. “I’m going to send you to a safe house that SHIELD maintains in Canada. It’s a pleasant place, out of the way and quiet. There’s a cabin, a lake, lots of woods. It’s a good place to come to terms with things.”

Steve wondered if there was much demand for a place like that with SHIELD, but he didn’t ask. In all honesty, a quiet place to think sounded good right about now.

“After a few weeks, when you’re ready, you’ll be relocated to quarters on a SHIELD base to continue your assimilation. Not this one. I fear you’ve made too much of a dramatic impression here to keep anything resembling a low profile. I’m assigning an agent to accompany you. He’ll act as your liaison to SHIELD and help you catch up on the last few decades.”

As if at some silent signal, the door opened and a man came in; tall, black, about Steve’s age if not a couple of years older. Steve followed Meg’s lead and stood as she rose and waved the man over.

“Captain Steven Rogers, I’d like you to meet Agent Antoine Triplett,” Meg said. “Antoine is the grandson of Jacques Dernier. He’s also distantly related to Gabriel Jones.”

“Yeah, Gabe talked Grandpa into going back to New York with him for a visit after the war,” Agent Triplett said with an easy smile. “Grandpa met Gabe’s cousin, Marcella, and apparently it was love at first sight.” He held out a hand to Steve. “It’s an honor, Captain.”

“And a pleasure to meet you,” Steve replied, shaking his hand.

He was a long way from being fine with any of this, but against all reason, Steve felt much better than he had an hour ago. The world had changed and changed radically, but the key to dealing with it hadn’t.

He didn’t have to do it alone.

*****

“It’s to be expected,” River said.

River, Clint, and Coulson were sitting in the reception area of Fury’s office waiting for the Director. Nadine, Fury’s assistant, had informed them that Fury would be back as soon as he finished seeing off “some guests” at the hangers.

It had been a crazy day, but that didn’t excuse anyone from scheduled meetings.

“It’s to be expected that Downing would come down here in person, or that Rogers would be moved to an undisclosed location?” Coulson asked.

“Both, really,” River replied.

“Don’t look so disappointed, Phil,” Clint said. “I’m betting that the Captain will be back sooner or later.”

“I don’t look disappointed.”

“Uh, huh.” Clint stretched out his legs and regarded Coulson with a teasing grin. “I bet you got your trading cards out of your quarters, didn’t you?”

Coulson just sighed in exasperation and flipped Clint off. He quickly whipped his hand out of sight when Nadine glanced from her computer monitor over to the three agents. Not even Coulson put a toe out of line in Nadine’s office.

“In all seriousness, I think Clint’s right,” River said. “I think he’ll be back.”

“Well, the Captain was noted for having a profound sense of duty,” Coulson said. “He could do far worse than to work for SHIELD.”

“There’s that. There’s also the fact that his life is never exactly going to be normal.” The corner of River’s mouth turned up. “I can attest to the fact that SHIELD is one of the few places in the world where people like that are accepted. It’s a good place to belong when you don’t belong anywhere else.”

“That’s kind of beautiful,” Clint said. 

“Thank you.”

“Yes. Very eloquent, Agent Song,” Fury said, striding into the room. The others immediately got to their feet. “I know it’s been a hell of a day, but we have work to do. Let’s review the situation in New Orleans. I’m not liking the reports coming out of there.”

Whether Captain America would return to duty remained to be seen. In the meantime, they had theirs to do.


End file.
